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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 31, 2008
PVF Capital Corp.
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(Exact Name of Registrant as Specified in Charter)
Ohio 0-24948 34-1659805
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(State or Other Jurisdiction Commission File Number (I.R.S. Employer
of Incorporation) Identification No.)
30000 Aurora Road, Solon, Ohio 44139
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (440) 248-7171
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)
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ITEM 8.01 OTHER EVENTS
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PVF Capital Corp. (the "Company")has elected to defer the payment of
dividends on $10.0 million of variable-rate Subordinated Deferrable Interest
Debentures due June 29, 2034 and $10,000,000 of fixed-rate Subordinated
Deferrable Interest Debentures due July 6, 2036 (the "Debentures"). The Company
issued the Debentures to two special purpose entities, PVF Capital Trust I and
PVF Capital Trust II (the "Trusts"), in exchange for the proceeds of the
offering by the Trusts of trust preferred securities. Pursuant to the terms of
the Debentures, interest on the Debentures may be deferred at any time or from
time to time for a period not exceeding 20 consecutive quarterly payments (five
years), provided there is no event of default. While the Company will defer the
payment of interest on the Debentures, it will continue to accrue expense for
interest owed on the Debentures at a compounded rate. Under the terms of the
Debentures, if the Company has elected to defer the payment of interest on the
Debentures, the Company generally may not declare or pay any dividends or
distributions on, or redeem, purchase, acquire or make a liquidation payment
with respect to, any of its capital stock. Accordingly, the Company will
discontinue the payment of cash dividends on its common stock.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PVF CAPITAL CORP.
Dated: December 31, 2008 By: /s/ John R. Male
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John R. Male
Chairman and Chief Executive Officer